Q1 2018 - Interim Report (FINAL)...Trican Well Service Ltd. 2 | Q1 2018 Interim Report TABLE OF...

Q1 2018INTERIM REPORT

For the Three Months Ended March 31, 2018

Trican Well Service Ltd.

2 | Q1 2018 Interim Report

TABLE OF CONTENTSMANAGEMENT'S DISCUSSION AND ANALYSIS .................................................................................................................................................................................4

OVERVIEW ...............................................................................................................................................................................................................................................................4

Continuing Operations - Financial Review ..........................................................................................................................................................................................................5

FIRST QUARTER HIGHLIGHTS ......................................................................................................................................................................................................................5

FIRST QUARTER 2018 vs. FOURTH QUARTER 2017 SEQUENTIAL OVERVIEW ....................................................................................................................6

OUTLOOK ...............................................................................................................................................................................................................................................................6Capital Expenditures .........................................................................................................................................................................................................................................................7

CONTINUING OPERATIONS - COMPARATIVE QUARTERLY INCOME STATEMENTS .......................................................................................................8Sales Mix ...................................................................................................................................................................................................................................................................................8First Quarter 2018 Overview (Compared to Prior Year) ................................................................................................................................................................................9First Quarter 2018 Other Expenses and Income (Compared to Prior Year) ....................................................................................................................................10

FIRST QUARTER DISCONTINUED OPERATIONS (COMPARED TO PRIOR YEAR) .............................................................................................................11

LIQUIDITY AND CAPITAL RESOURCES ..................................................................................................................................................................................................12Working Capital and Cash Requirements ..........................................................................................................................................................................................................12Operating Activities .........................................................................................................................................................................................................................................................12Investing Activities............................................................................................................................................................................................................................................................12Financing Activities ..........................................................................................................................................................................................................................................................12Other Commitments and Contingencies ...........................................................................................................................................................................................................13

INVESTMENTS IN KEANE ............................................................................................................................................................................................................................. 14

SUMMARY OF QUARTERLY RESULTS .....................................................................................................................................................................................................15

BUSINESS RISKS ..................................................................................................................................................................................................................................................15

CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS ............................................................................................................................................................15Changes in Accounting Policy and Initial Adoption ....................................................................................................................................................................................15

INTERNAL CONTROLS OVER FINANCIAL REPORTING ................................................................................................................................................................ 16

NON-GAAP DISCLOSURE .............................................................................................................................................................................................................................17Adjusted EBITDA ................................................................................................................................................................................................................................................................17Adjusted EBITDA % ...........................................................................................................................................................................................................................................................18Working Capital ..................................................................................................................................................................................................................................................................18

OTHER NON-STANDARD FINANCIAL TERMS ....................................................................................................................................................................................19

COMMON INDUSTRY TERMS .....................................................................................................................................................................................................................19Common Business Terms .............................................................................................................................................................................................................................................19Company Specific Terms ............................................................................................................................................................................................................................................. 20


Q1 2018 Interim Report | 3

FORWARD-LOOKING STATEMENTS ...................................................................................................................................................................................................... 21

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION .......................................................................................................................... 23

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ....................................................................................................................... 24

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY ........................................................................................................................... 25

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ............................................................................................................................................ 26

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS ................................................................................................... 27Note 1 - Nature of Business, Basis of Preparation & Summary of Significant Accounting Policies ................................................................................. 27Note 2 - Critical Accounting Estimates and Judgments ........................................................................................................................................................................... 27Note 3 - Changes in Significant Accounting Policies.................................................................................................................................................................................. 27Note 4 - Assets Held for Sale and Discontinued Operations ................................................................................................................................................................. 29Note 5 - Loans and Borrowings ............................................................................................................................................................................................................................... 30Note 6 - Share Capital and Accumulated Other Comprehensive Income .....................................................................................................................................32Note 7 - Earnings / (Loss) Per Share ........................................................................................................................................................................................................................32Note 8 - Share-Based Payments .............................................................................................................................................................................................................................. 33Note 9 - Cost of Sales and Administrative Expenses .................................................................................................................................................................................. 35Note 10 - Income Taxes................................................................................................................................................................................................................................................. 35Note 11 - Financial Instruments ............................................................................................................................................................................................................................... 36Note 12 - Other Committments and Contingencies .................................................................................................................................................................................. 38Note 13 - Subsequent Event ...................................................................................................................................................................................................................................... 39



MANAGEMENT’S DISCUSSION AND ANALYSISFirst Quarter 2018

This management’s discussion and analysis (“MD&A”) is dated May 9, 2018. It should be read in conjunction with the condensed consolidated interim financial statements and notes of Trican Well Service Ltd. (“Trican” or the “Company”) as at and for the three months ended March 31, 2018 as well as the audited consolidated financial statements and notes as at and for the years ended December 31, 2017 and 2016. Additional information relating to the Company, including the Company’s Annual Information Form (“AIF”) for the year ended December 31, 2017, is available online at www.sedar.com.

Basis of Presentation: Unless otherwise noted, all financial information has been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). All financial information is reported in Canadian dollars, unless otherwise noted. Certain figures have been reclassified to conform to the current year presentation in the MD&A.

The financial results for the comparative quarter ended March 31, 2017 include the results of Trican’s business and exclude the results of Canyon Services Group Inc. (“Canyon”). Canyon was acquired by Trican effective June 2, 2017 and was primarily a provider of fracturing services in addition to coiled tubing, remedial cementing, nitrogen and fluid handling services.

Non-GAAP Measures: Trican makes reference to adjusted EBITDA, adjusted EBITDA percentage, and working capital. These measures are not defined terms under IFRS and are considered non-GAAP measures. Management believes that, in addition to net income / (loss) adjusted EBITDA and adjusted EBITDA percentage are useful supplemental measures to our investors as management relies on adjusted EBITDA to better translate historical variability in Trican’s principal business activities into future financial forecasts. Management believes working capital is a useful supplemental measure as it aligns items that are adjustments to operating activities in the statement of cash flows which aid users in understanding changes in cash flows from operating activities. These measures may

not be comparable to the similar measures presented by other issuers and should not be viewed as a substitute for measures reported under IFRS. These financial measures are reconciled to IFRS measures on page 17 in the Non-GAAP Measures section in this MD&A.

Other Non-Standard Financial Terms: Trican makes use of other financial terms including synergies, transaction costs and revenue per job. These terms and / or calculation of amounts related to these terms may not be comparable to other issuers. Other non-standard financial terms are described on page 19 in the MD&A.

Common Industry Terms: For a list of abbreviations and terms that may be used in this MD&A, refer to the Common Industry Terms section of this MD&A.

Risks and Forward-Looking Statements: The Company’s financial and operational performance is potentially affected by a number of factors, including, but not limited to, the factors described in the Business Risks section in this MD&A, Risk factors in the AIF, and the Company’s other disclosure documents.

This MD&A includes forward-looking information based on the Company’s current expectations, estimates, projections and assumptions. This information is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Users of this information are cautioned that the actual results may differ materially. Refer to the Forward-Looking Statements section in this MD&A for information on material risk factors and assumptions underlying our forward-looking information.

OVERVIEWHeadquartered in Calgary, Alberta, Trican has continuing operations in Canada, which provide a comprehensive array of specialized products, equipment and services that are used during the exploration and development of oil and gas reserves provided by a highly trained workforce dedicated to safety and operational excellence. The Company also has a minority ownership interest in Keane Investor Holdings, LLC (“Keane Holdings”), a Delaware limited liability company



Continuing Operations - Financial Review (1, 2)

($ millions, except per share amounts; total proppant pumped2 (thousands); internally sourced proppant pumped2 (thousands); total job count2; and HHP2 (thousands); (unaudited)

Three months ended

March 31, 2018 March 31, 2017 December 31, 2017

Revenue $306.7 $149.4 $280.5

Gross profit 38.9 17.8 30.7

Adjusted EBITDA (1) 54.9 26.0 47.0

Net income / (loss) (28.4) (48.9) 17.2

Per share - basic ($0.08) ($0.25) $0.05

Per share - diluted ($0.08) ($0.25) $0.05

Total proppant pumped (tonnes) (2) 484 235 397

Internally sourced proppant pumped (tonnes) (2) 263 130 281

Total job count (2) 3,943 3,554 2,909

Hydraulic pumping capacity 672 424 680

Active crewed HHP (2) 433 254 455

Active, maintenance / not crewed HHP (2) 162 59 114

Parked HHP (2) 77 111 111

(1) See Non-GAAP Measures described on page 17 of this MD&A.

(2) See Common Industry Terms.

(3) As disclosed in our 2017 Annual MD&A, effective December 1, 2017, the Company is now

expensing fluid ends as repairs and maintenance within “cost of sales – other”. Prior to

December 1, 2017, the Company capitalized and depreciated fluid ends within “costs of

sales – depreciation and amortization”.

($ millions)

As at March 31, 2018

As at December 31, 2017

Cash and cash equivalents $4.6 $12.7

Working capital (1) $212.6 $148.8

Current portion of loans and borrowings $21.0 $20.4

Long-term loans and borrowings $84.8 $83.3

Total assets $1,441.6 $1,506.2

FIRST QUARTER HIGHLIGHTS � Consolidated revenue from continuing operations for Q1 2018 was $306.7 million, an increase of 105% compared to Q1 2017.

� Net loss from continuing operations for the quarter was $28.4 million (Q1 2017 – net loss of $48.9 million).

� Loss in the quarter on the Company’s Investments in Keane of $54.4 million (Q1 2017 – loss of $52 million) primarily due to the decrease in Keane’s share price to US$14.80 per share at March 31, 2018 (December 31, 2017 – US$19.01 per share).

� Adjusted EBITDA1 for the quarter was $54.9 million, which is net of $8.6 million in expenses for stainless steel fluid ends2,3, compared to $26 million in Q1 2017, which had no charges for fluid ends3 .

� The acquisition of Canyon, combined with an increase in fracturing intensity, led to significant growth in the

whose only asset is common shares in Keane Group, Inc. (“Keane”), a New York Stock Exchange Listed hydraulic fracturing company that operates in the United States.



volume of proppant pumped this quarter, increasing 106% when compared to Q1 2017.

� In Q1 2018, approximately 83% of Trican’s revenue came from customers focused on oil or liquids rich gas plays, whereas 17% came from customers focused on dry gas plays. (Q1 2017 - oil and liquids rich gas plays: 70% of revenue; dry gas wells: 30% of revenue).

First quarter financial results improved dramatically from the same period in 2017. Some of the key factors positively affecting the first quarter 2018 results include higher activity levels, as evidenced by the volume of proppant pumped, the acquisition of Canyon, and significantly improved services pricing.

FIRST QUARTER 2018 VS. FOURTH QUARTER 2017 SEQUENTIAL OVERVIEW 1, 2, 3, 4

A strong customer job schedule contributed to improved activity levels as the volume of proppant pumped and well servicing jobs increased by 22% and 15%, respectively. Although the Company did realize higher sequential activity levels, operational challenges reduced activity levels as a result of extreme cold weather and an insured fire event on a customer location. The insured fire event resulted in an estimated 20 lost fracturing job days. Additionally, certain of our customers did experience shut-downs on non-county roadways early in March due to spring break-up. Despite some of the operational challenges, the Company still had strong demand for its services throughout the quarter and did not lose customers as a result of lower prices offered by the Company’s competitors. The volume of customer supplied proppant increased during the quarter as the sales mix shifted towards customers that provided their own proppant. As a result, revenue did not increase as much as the total volume of proppant pumped.

Gross profit and adjusted EBITDA1 for the first quarter of 2018 were $38.9 and $54.9 million, respectively. The increased activity levels resulted in both gross profit and adjusted EBITDA1 increasing by 22% and 17%, respectively. The insured fire incident resulted in direct insurance deductible costs of approximately $1 million and an additional $1.5 million to $2 million of potential gross profit that was lost due to approximately 20 days of lost operations and

profitability from the customer that experienced the fire event. Q4 2017 net income from continuing operations of $17.2 million turned to a net loss in Q1 2018 of $28.4 million primarily as a result of $54.4 million in losses on the Company’s Investments in Keane Holdings (Q4 2017 – unrealized gain $21.4 million). Adjusted EBITDA1 was affected by $8.6 million of fluid end2,4 expenditures (Q4 2017 – $2 million) as a result of the first full quarter of implementation of the Company’s change in estimated useful life resulting in fluid ends expensed as repairs and maintenance expense as opposed to depreciating such items.

OUTLOOKDespite weak AECO2 natural gas prices, strong oil and NGL pricing could result in incremental oilfield services activity during the second half of 2018. In the short term we anticipate customers will continue to exercise caution before they increase their capital expenditure plans. We are encouraged by the increase in most of our customers’ cash flows and are positioning the Company to increase our active fleet if our customers increase their capital programs.

While our fracturing equipment is fully committed from June until September, we do not anticipate third quarter fracturing utilization levels to reach those experienced in the third quarter of 2017. Weak AECO pricing has shifted customer spending away from natural gas completions, and towards oil and NGL completions activity such as the East Duvernay and other more exploratory liquids rich plays. This shift will result in more single well hydraulic fracturing jobs in Q3 2018 relative to Q3 2017, which activity was weighted to high intensity multi-well pad hydraulic fracturing jobs.

Third quarter demand for our fracturing fleets exceeds our capacity of active crewed fracturing equipment and we are in the process of adding one more fracturing fleet to meet this demand. Improving fundamentals for oil and NGLs has resulted in early stage customer interest beyond this



(3) In the Company’s Annual MD&A, the Company noted plans to add one additional

fracturing crew.







additional crew. Therefore, we intend to activate all of our idled fracturing equipment during the second half of 2018. Activating all of our idled fracturing equipment in advance of hiring crews will allow the Company to more efficiently service our existing customers by having additional equipment rotating through our fleet. Additionally, we will have the flexibility to increase the number of fleets more rapidly should customer demand materialize. The cost related to these reactivations was previously planned in our first half 2018 capital program and remains at $3 to $4 million dollars for all parked fracturing equipment.

For Q4 2018, one half of our fracturing fleets remain hard committed with long-term customers. The remaining fleets are soft committed to customers based on their Q4 2018 well completion plans. We anticipate these soft committed arrangements will be firmed up due to the aforementioned improving customers’ cash flows.

2018 second half activity for our cementing service line will remain strong and similar to last year. Strong demand for our coil services should result in the Company activating two additional coiled tubing units from our existing available idled equipment.

Second quarter activity levels are usually difficult to predict given the nature of operational challenges that result during spring break-up2. Predicting our activity levels during Q2 2018 will be even more challenging given the high snow fall levels1 in a number of our operating regions, which could prolong road bans and other seasonal operating challenges. Notwithstanding potential second quarter seasonal challenges, the Company has customers assigned for each of its hydraulic fracturing crews starting in June

(1) High snowfall levels are measured by comparing November through April snow fall levels

in Grande Prairie compared to the average for that time frame (source: Data compiled by

management from information included on The Weather Network, shows snow levels ap-

proximately 20% above historical average). The ultimate effect of the high seasonal snowfall

levels on Q2 activity levels will be dependent on a number of incremental factors which

cannot be predicted as of the date of this MD&A.


and approximately 25% of its hydraulic fracturing crews will work through April and May. We do not anticipate Q2 2018 activity to be as strong as last year due to a weaker spot market, which is primarily a result of the aforementioned Q2 2018 weather challenges.

Pricing for the remainder of 2018 is expected to remain comparable to first quarter pricing levels. We have seen some inflation on transportation charges for sand delivery, trucking, fuel, and certain chemicals. We will work with our clients to pass on cost increases during the second half of the year.

Capital Expenditures

The Company’s 2018 capital expenditure program is now projected to be $70 million for the full year, an increase of $37 million from the previously disclosed $33 million first half of 2018 capital program. The incremental capital program for the full year is comprised of the following:

� Additional Growth Capital2: $19 million

� Additional Maintenance Capital2: $17 million

� Additional Infrastructure and other Capital2: $1 million

Growth capital primarily relates to the addition of sand storage equipment and other equipment required to service our clients as the type of work moves to larger completion activities. Maintenance capital expenditures are anticipated to be consistent in the second half of 2018 relative to the first half. The Company has seen an increase in maintenance capital expenditures as the intensity of hydraulic fracturing increases; however, this increase was anticipated and reflected in our current pricing levels.



CONTINUING OPERATIONS - COMPARATIVE QUARTERLY INCOME STATEMENTS (1, 2, 3)

($ thousands, except total job count, and revenue per

job3, unaudited)

Three months endedMar. 31,

2018% of

RevenueMar. 31,

2017% of

RevenueDec. 31,

2017% of

RevenueRevenue $306,719 100% $149,403 100% $280,495 100%Cost of sales Cost of sales - other 238,111 78% 117,212 78% 218,420 78% Cost of sales - depreciation and amortization 29,729 10% 14,366 10% 31,330 11% Gross profit 38,879 13% 17,825 12% 30,743 11% Administrative expenses - other 15,834 5% 9,519 6% 17,874 6% Administrative expenses - depreciation 814 -% 888 1% 371 -% Asset impairment - -% - -% 6,523 2% Other (income) / expenses 357 -% (1,935) (1%) - -Results from operating activities 21,874 7% 9,359 6% 5,975 2% Finance income - -% (926) (2%) (2,148) (1%) Finance costs 2,771 1% 3,728 2% 4,212 2% Loss / (gain) on investments in Keane 54,446 18% 51,997 35% (20,651) (7%) Foreign exchange (gain) / loss (5,377) (2%) (1,231) (1%) 399 -%(Loss) / profit before income tax (29,966) (10%) (44,215) (30%) 24,163 9%Income tax expense / (recovery) (1,554) (1%) 4,637 3% 10,161 4%(Loss) / profit from continuing operations ($28,412) (9%) ($48,852) (33%) $14,002 5%Adjusted EBITDA (1) $54,850 18% $26,030 17% $46,990 17%Total job count (2) 3,943 3,554 2,909Revenue per job (3) 77,247 41,601 96,354Total proppant pumped (tonnes) (2) 484 235 397

The above first quarter 2018 financial results reflect the acquisition of Canyon for the entire period. First quarter of 2017 financial results were not affected by the acquisition of Canyon.

(unaudited)Three months ended, March 31, 2018 March 31, 2017 December 31, 2017% of Total RevenueFracturing 70% 56% 70%

Cementing 17% 29% 14%

Fluid Management 3% -% 4%

Coiled Tubing 3% 5% 3%

Nitrogen 3% 3% 3%

Acidizing 2% 4% 2%

Industrial Services 1% 1% 3%

Other 1% 2% 1%

Total 100% 100% 100%

Sales Mix



(3) See Other Non-Standard Financial Terms on page 19 of this MD&A.



Total cost of sales increased significantly compared to Q1 2017 primarily due to higher activity levels associated with the Canyon acquisition. Overall, cost of sales, as a percentage of revenue, remained consistent in Q1 2018 compared to Q1 2017.

� Depreciation and amortization expense increased due to a larger depreciable asset base as a result of the Canyon acquisition. As a percentage of revenue, depreciation and amortization expense remained consistent in the first quarter of 2018 relative to the first quarter of 2017.

� Personnel expenses primarily relate to field operational employees day rates and job bonuses, operational support personnel costs (i.e. mechanics), senior operational personnel’s salaries and performance bonuses, and all operational benefits and employer portions of withholdings. An overall increase in personnel expenses was primarily a result of higher activity levels due to the Canyon acquisition. Personnel expenses, as a percentage of revenue increased to 22% of revenue from 19% of revenue primarily due to: (1) wage inflation as a result of operational employee

First Quarter 2018 Overview (Compared to Prior Year)

Revenue

Steady customer demand, relatively higher pricing, and the benefits of the Canyon acquisition for the entire first quarter of 2018 resulted in revenue increasing by 105% from the first quarter of 2017. Despite a 4% lower Q1 2018 WCSB1 rig count1 relative to Q1 2017, Trican benefited from an industry dynamic that continues to drive hydraulic fracturing intensity (more proppant1 per well). The increased hydraulic fracturing intensity, combined with the Canyon acquisition, contributed to Trican achieving improved utilization of our personnel and manned equipment in Q1 2018 relative to the same period in

2017. This is evidenced by a 106% increase in total proppant pumped1 during the quarter. The general undersupply of manned fracturing equipment in the WCSB1 during 2017 allowed Trican to increase pricing, and combined with larger job sizes, resulted in increased revenue per job2 . The change in revenue per job2 was also positively affected by the full quarter addition of Canyon’s equipment, which is more heavily weighted to fracturing operations.

Cost of Sales

Cost of sales includes materials, products, transportation and repair costs, unit and base costs, personnel benefits expense and depreciation of equipment. The following table provides a summary of cost of sales:

($ thousands, unaudited)

March 31, 2018

Percentage of Revenue

March 31, 2017

Percentageof Revenue

Personnel expenses $67,926 22% $29,175 19%

Direct costs 170,185 55% 88,037 59%

Cost of sales - other $238,111 77% $117,212 78%

Cost of sales - depreciation and amortization 29,729 10% 14,366 10%

$267,840 87% $131,578 88%

job bonus compensation alignment with industry (effective August 1, 2017); (2) approximately $0.4 million of severance costs (2017 $nil); and (3) $1.6 million for annual salary bonus expenses (Q1 2017 - $nil).

� Direct expenses primarily relate to repairs and maintenance, product costs, fuel, trucking expenses, and travel expenses for our operational personnel. The overall increase in direct expenses is primarily a result of higher activity levels, which is partially due to the increase in the asset base from the Canyon acquisition. Direct costs decreased to 55% of revenue compared to 59% of revenue for Q1 2017 as a result of synergies2 realized from the Canyon acquisition and a lower overall fixed cost structure. Total stainless steel fluid ends3 expensed within direct costs for the three months ended March 31, 2018 was $8.6 million (March 31, 2017 - $nil, see Common Industry Terms for further discussion on fluid ends).


(2) See Other Non-Standard Financial Terms on page 19 of this MD&A.







Administrative Expenses



March 31, 2018

Percentage of Revenue

March 31, 2017

Percentageof Revenue

Personnel expenses $10,163 3% $4,038 3%

General organizational expenses 5,547 2% 5,199 3%

Bad debt (recovery) / expense 124 -% 282 -%

Administrative expenses - other $15,834 5% $9,519 6%

Administrative expenses - depreciation and amortization 814 -% 888 1%

$16,648 5% $10,407 7%

Administrative expenses increased primarily as a result of the acquisition of Canyon, which required an increase to general organizational expenses and personnel levels. Additionally, personnel expenses for the first quarter 2018 were affected by bonus expenses of $1.5 million (Q1 2017 - $nil) and $1 million of severance costs (Q1 2017 – $nil). Q1 2017 general organizational expenses were impacted by $1.9 million of transaction costs1 (Q1 2018 - $nil) and personnel expenses were affected by a decrease in share based compensation

expense of $0.4 million. Overall, administrative expenses, as a percentage of revenue improved in Q1 2018 due to higher revenues on our administrative cost structure.

Management separately identifies the following components of administrative expenses to better understand administration expenses that are non-cash in nature or useful to predict future quarterly administrative expenses:

Three months ended,

($ thousands, unaudited) March 31,2018 March 31, 2017 December 31, 2017

Transaction costs $- $1,862 $747

Amortization of debt issuance costs $683 $653 $677

Severance costs $1,047 $- $-

Equity-settled share-based compensation $1,393 $843 $1,365

Cash-settled share-based compensation ($1,064) ($134) ($478)

Cash-settled share-based compensation includes restricted share unit expenses, deferred share unit expenses and performance share unit expenses. Increases or decreases in these expenses are correlated to the number of vested units and the movement in Trican’s share price

Overall Results Summary

Gross profit and adjusted EBITDA1 for Q1 2018 increased to $38.9 million and $54.9 million, respectively, compared to $17.8 million and $26 million for the first quarter of 2017. The improved financial results are due to higher activity levels resulting from the acquisition of the Canyon business and improved pricing. The aforementioned activity and pricing improvements helped narrow the Q1 2018 net loss from continuing operations to $28.4 million (Q1 2017 - $48.9 million), an improvement of $20.5 million from Q1 2017. Both

the first quarter of 2018 and 2017 were negatively affected by loss on Investments in Keane by $54.4 million and $52 million, respectively.

First Quarter 2018 Other Expenses and Income (Compared to Prior Year)

Gain/Loss on Investments in Keane

During the first quarter of 2018, the Company recorded a net loss of $54.4 million on Investments in Keane (Q1 2017 - net loss $52 million). The Investments in Keane value fluctuates depending on a number of factors, including changes in the publicly quoted share price of Keane. See Investments in Keane in this MD&A for additional description of this investment.



During the first quarter of 2018, the Company adopted IFRS 9, so unrealized gains and losses on all components of Investments in Keane are recognized within profit and loss and no longer split between profit and loss and Other Comprehensive Income (OCI). See Critical Accounting Estimates and Judgments for further information on the adoption of IFRS 9.

Finance CostsFinance costs for the first quarter of 2018 decreased 26% when compared to the same period of 2017. This decrease is mainly due to the decrease in interest expense on loans and borrowings, due to lower average borrowings, lower impact of debt issue expenses, and lower bank fees associated with debt agreement renegotiations.

Foreign ExchangeA foreign exchange gain of $5.4 million was recorded in the first quarter of 2018, compared to a $1.2 million gain recorded for the same period in 2017. This is mostly due to foreign exchange gains related to the Company’s Investments in Keane, which in turn are tied to fluctuations in the exchange rate between Canadian and US dollars. The foreign currency translation of the net assets of international entities are reported in discontinued operations.

Income TaxesThe Company recorded an income tax recovery of $1.6 million during the first quarter of 2018, compared to an income tax expense of $4.6 million for the same period of 2017. The recovery for the first quarter of 2018 was primarily due to the reduction of the deferred tax liability associated with foreign accrued property income as a result of losses incurred by the Company for its Investments in Keane offset by taxable income in its Canadian entity.

Other Comprehensive Income (“OCI”)OCI includes the effects of foreign currency translation (“FCTA”) adjusted by the reclassification of FCTA to net income for entities that have been sold or substantially

disposed. Effective January 1, 2018, the Company adopted IFRS 9 and now unrealized gains and losses on Class A Keane Holdings Shares are recognized in the statement of profit and loss. See Critical Accounting Estimates and Judgments for further information on the adoption of IFRS 9.

FIRST QUARTER DISCONTINUED OPERATIONS (COMPARED TO PRIOR YEAR)

Discontinued operations include the results of pressure pumping operations in the United States and International operations, which were suspended or sold throughout 2015 and 2016. Additionally, discontinued operations include the completion tools business, which was sold in July 2016. The completion tools business had operations in Canada, the United States, Norway and Russia. The decisions to discontinue these businesses are not anticipated to have a significant effect on the continuing operations of the Company.

The net loss from discontinued operations was $1.0 million in the first quarter of 2018, compared to a net loss for the three month period ended March 31, 2017 of $0.6 million.

Management continues its efforts to wind up foreign operations resulting in assets being classified as held for sale. At March 31, 2018, the net carrying value of the assets and liabilities located in these regions was $11.5 million and $0.1 million, respectively. The Company also had assets held for sale with a net carrying value of $9.7 million in continuing operations, which consisted mainly of real estate property.

Results from discontinued operations have not been included in the tables above. For information related to Trican’s discontinued operations, please see the interim condensed consolidated financial statements for the three months ended March 31, 2018, and the audited annual consolidated financial statements and accompanying notes for the years ended December 31, 2017 and 2016.




LIQUIDITY AND CAPITAL RESOURCES

Working Capital1 and Cash Requirements

As at March 31, 2018, the Company had a working capital1 balance of $212.6 million compared to $148.8 million as at December 31, 2017. Trade and other receivables increased to $253.9 million from $209.6 million as at December 31, 2017, as the Company generated more revenue in Q1 2018 relative to Q4 2017. Additionally, the Company had relatively more activity at the end of the first quarter of 2018 compared to Q4 2017 which resulted in more accounts receivable at the period end. Prepaid expenses and deposits also increased as the Company improved stability of its proppant supply through vendor prepaid arrangements. At March 31, 2018, the Company’s working capital1 position, cash and cash equivalents and available operating credit facilities exceeded the level required to manage timing differences between cash collections and cash payments.

The Company continually monitors individual customer trade receivables, taking into account numerous factors including industry conditions, payment history and financial condition in assessing credit risk. The Company establishes loss allowances for trade receivables based on ‘expected credit losses’ (“ECL”) and historical loss information, adjusted for current economic and credit conditions. The Company assumes that credit risk has increased significantly when contractual payments are more than 30 days past due and records a provision on outstanding trade receivable based on period revenue. As at March 31, 2018, trade receivable includes an ECL of $2.9 million (December 31, 2017 - $2.5 million).

The Company’s revenue comprises services and other revenue and is sold based on fixed or agreed upon priced purchase orders or contracts with the customer. In general, the Company does not enter into contracts that have a term greater than one year. Revenue is recognized daily upon completion of services using field tickets. Revenue is considered recognized at a point in time when services are provided at the applicable rates as stipulated in the contract. Customer contract terms do not include provisions for significant post-service delivery obligations. The Company generates revenue primarily from pressure

pumping and other related services and has one reportable segment at March 31, 2018, and in the comparative periods. The nature of the services provided by the Company are affected by the same economic factors and follow the same policies as it relates to both measurement and timing of recognition. The timing and uncertainty of revenue and cash flows are similar.

Operating Activities

Cash used in continuing operations was $3.4 million during the three months ended March 31, 2018, compared to cash flow from continuing operations for the three months ended March 31, 2017, of $11.1 million. The net decrease in cash flows provided by continuing operations was primarily due to an increase in working capital1, as described above.

Investing Activities

Capital expenditures related to continuing operations for the three months ended March 31, 2018, totaled $13.6 million (2017 - $2.7 million) and proceeds from the sale of property and equipment totaled $5.2 million for 2018 (2017 - $3.5 million). Trican regularly reviews its capital equipment requirements and will continue to follow its policy of adjusting the capital budget on a quarterly basis to reflect changing operating conditions, cash flow and capital equipment needs (see the Outlook section of this MD&A for a description of the 2018 anticipated capital expenditure program).

During the three months ended March 31, 2018, the Company received proceeds of $33.6 million (Q1 2017: $37.8 million) from the sale of Keane shares by Keane Holdings. The timing of future distributions to be received by the Company are ultimately determined by the controlling shareholder of Keane Holdings (see Investments in Keane for a further description).

Financing Activities

Senior Notes

The Company has several series of senior notes outstanding as at March 31, 2018. On April 28, 2018, Trican repaid USD$16.0 million for Series F Senior Notes including all accrued interest and USD$0.9 million for Series F Subordinated Makewhole



Notes including all accrued and capitalized interest. Proceeds from the Company’s currency derivative, which also matured on April 28, 2018, were the primary source of funds to make the repayment.

Revolving Credit Facility

As at March 31, 2018, Trican has a $227.3 million (December 31, 2017 – $227.3 million) extendible revolving credit facility (“RCF”) with a syndicate of banks that is committed until April 18, 2020. The RCF is secured and bears interest at the applicable Canadian prime rate, U.S. prime rate, Banker’s Acceptance rate, or at LIBOR, plus 125 to 400 basis points (December 31, 2017 – Canadian prime rate, U.S. prime rate, Banker’s Acceptance rate, or at LIBOR, plus 125 to 400 basis points), dependent on certain financial ratios of the Company.

The undrawn amount of the RCF is $185.3 million (December 31, 2017 – $184.3 million) of which only $182.9 million is accessible (December 31, 2017 - $179.5 million accessible) due to the Company’s Letters of Credit and amounts drawn on the U.S. dollar line of credit as at March 31, 2018.

As at March 31, 2018, Trican has a $10 million (December 31, 2017 – $10 million) Letter of Credit facility with its syndicate of banks included in the $227.3 million above. As at March 31, 2018, Trican had $2.1 million in letters of credit outstanding (December 31, 2017 – $4.4 million).

The Company is required to comply with covenants that are applicable to the RCF and to the Senior Notes. Trican is required to comply with the following leverage and interest coverage ratio covenants:

For the Quarter Ended Leverage Ratio Interest Coverage Ratio Calculation Basis

March 31, 2018 and thereafter <3.0x >3.0x Last twelve months

During the quarter ended March 31, 2018, Trican was in compliance with the required debt covenant ratios and we continue to forecast compliance with our covenants in future periods.

The Leverage Ratio is defined as debt excluding Subordinated Make Whole Notes plus Letter of Credit facility minus cash divided by bank EBITDA. As at March 31, 2018, the Leverage Ratio was 0.5 (December 31, 2017 – 0.4).

The Interest Coverage Ratio is defined as bank EBITDA divided by interest expense minus paid in-kind interest. As at March 31, 2018, the Interest Coverage Ratio was 22.8 (December 31, 2017 – 18.4).

Certain non-cash expenses (including depreciation, amortization, impairment expenses, equity settled stock based compensation), gains and losses resulting from Investments in Keane, personnel based expenses (such as severance), and certain other items, are permitted to be adjusted to EBITDA to arrive at bank EBITDA for covenant calculation purposes.

Share CapitalAs at May 9, 2018, Trican had 328,553,302 common shares and 12,940,017 employee stock options outstanding.

Normal Course Issuer Bid

On September 28, 2017, the Company announced a new Normal Course Issuer Bid (“NCIB”), commencing October 3, 2017, to purchase up to 34.27 million common shares for cancellation before October 2, 2018.

All purchases will be made at the prevailing market price at the time of purchase and will be subject to a maximum daily purchase volume to 458,628 except as otherwise permitted under the TSX NCIB rules. All common shares purchased under the NCIB will be returned to treasury and cancelled.

For the three months ended March 31, 2018, the Company purchased and cancelled 7,781,100 common shares at a weighted average price per share of $3.70 (year ended December 31, 2017 – 8,325,989 common shares at a weighted average price per share of $4.30). Subsequent to March 31, 2018, the Company purchased and cancelled an additional 2,486,500 common shares at a weighted average price per share of $3.26 pursuant to its NCIB.

Other Commitments and Contingencies

The Company has commitments for financial liabilities and various operating lease agreements, primarily for office space, with minimum payments due as of March 31, 2018 as follows:



In addition to the above commitments, the Company has committed to capital expenditures of $2 million.

For the three months ended March 31, 2018, the Company wrote off fracturing equipment with a net book value of $6.1 million resulting from an insurable event. The Company expects to fully recover the net book value and a receivable of $6.1 million for insurance recoveries has been recorded. Subsequent to March 31, 2018, the Company received an initial payment of $5 million related to insurance proceeds. Management is satisfied that the Company has sufficient liquidity and capital resources to meet the Company’s obligations and commitments as they come due.

Other Litigation and Contingencies

On January 13, 2016, a class action lawsuit was filed on behalf of 11 plaintiffs against Trican Well Service, LP. The claim alleges that Trican misclassified the plaintiffs’ position as “exempt”, resulting in a loss of overtime. The plaintiffs’ claim is for US$0.75 million. Given the information available, management has not recorded any amount for this contingent liability associated with these claims based on our belief that a liability is not probable and any range of potential future charge cannot be reasonably estimated at this time.

Subsequent to March 31, 2018, a claim for damages was commenced against the Company by a plaintiff regarding services provided to it by the Company. The Company is in the process of filing its defense to the claim. Given the information available at these early stages of litigation, management has not recorded any accrual for this contingent liability associated with this claim based on the belief that a liability is not probable and any range of potential future damages cannot be reasonably estimated at this time.

The tax regulations and legislation in the various jurisdictions that the Company operates in, or has previously operated in, are continually changing. As a result, there are usually some tax matters under review. Management believes that it has adequately met and provided for taxes based on the Company’s interpretation of the relevant tax legislation and regulations.

INVESTMENTS IN KEANEThe book value of Trican’s Investments in Keane as at March 31, 2018, was $92.3 million (December 31, 2017 - $176.7 million). The decrease was due in part to net proceeds received of US$27.2 million ($33.6 million) from the Company’s Investments in Keane. During the first quarter, Keane Investor Holdings, LLC (Trican holds a 10% ownership) sold 15,320,015 shares of Keane common stock at a price to the public of US$18.25 per share. Additionally, the reduction in Keane’s share price to US$14.80 at March 31, 2018, when compared to US$19.01 at December 31, 2017, contributed to the decrease in value of Investments in Keane. The fluctuation in Keane’s share price highlights how the commodity price and oilfield services industry environment will likely drive significant volatility in the value of the investments for the duration of our ownership period.

The timing of further Keane liquidity events is largely under the control of Cerberus Capital Management (“Cerberus”), a private equity firm. Effective July 21, 2017, Investments in Keane were no longer subject to the hold period mandated by the Keane IPO. We believe that our interests are aligned with Cerberus to maximize value under a liquidation strategy.

For more information on our Investments in Keane, refer to the condensed consolidated interim financial statements as at and for the three months ended March 31, 2018.

Payments Due by Period

March 31, 2018 1 year or less 1 to 5 years 5 years & thereafter Total

Trade and other payables $121,236 $- $- $121,236

Senior Notes (including interest) 25,182 42,982 5,977 574,141

RCF (including interest) 1,797 45,683 - 47,480

Finance leases 2,155 6,503 - 8,658

Operating leases 4,786 8,812 7,899 21,497

Total commitments $155,156 $103,980 $13,876 $273,011



SUMMARY OF QUARTERLY RESULTS

Increased revenue during Q3 2017, Q4 2017, and Q1 2018 is due in part to the acquisition of Canyon on June 2, 2017. The Company experienced weak financial results from continuing operations in 2016 as lower revenues and operating activities were negatively impacted by lower commodity prices. Q4 2016 was positively affected by gains on the Company’s Investments in Keane. Revenue during Q2 2017 was negatively impacted by seasonal weather related delays typical of spring break-up1. 2017 experienced progressively improved pricing which has resulted in overall improved financial results. Pricing remained stable through Q1 2018 relative to the second have of 2017.

BUSINESS RISKSA discussion of certain business risks faced by Trican may be found under the “Risk Factors” section of our AIF, and “Business Risks” in our management’s discussion and analysis for the year-ended December 31, 2017, which are available under Trican’s profile at www.sedar.com.

CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTSThe critical judgments and estimates used in preparing the Interim Financial Statements are described in our 2017 Annual MD&A and there have been no material changes to our critical accounting judgments and estimates during the three months ended March 31, 2018 except for those impacted by the adoption of new accounting standards. The Company’s International Financial Reporting Standards (IFRS) accounting policies and future accounting pronouncements are provided in note 2 to the Annual Consolidated Financial Statements as at and for the years ended December 31, 2017 and 2016.

Changes in Accounting Policy and Initial Adoption

New Accounting Policies

The following new standards became effective on January 1, 2018:

� IFRS 9 Financial Instruments

� IFRS 15 Revenue from Contracts with Customers

As is permitted under IFRS 9, the Company elected to adopt the standard without restatement of comparative

($ millions, except per share, and adjusted EBITDA %2; total proppant pumped1 (thousands); internally sourced proppant pumped1(thousands); HHP1(thousands); and total job count1; unaudited)

2018 2017 2016

Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2

Revenue from continuing operations $306.7 $280.5 $362.8 $137.2 $149.4 $114.8 $78.0 $32.5Gain / (loss) on Investments in Keane ($54.4) $20.7 $6.4 $46.3 ($52) $66.5 $0.8 -

Profit / (loss) from continuing operations ($28.4) $17.2 $46.9 $8.1 ($48.9) $56.9 ($14.7) ($40.4)

Per share – basic ($0.08) $0.05 $0.14 $0.03 ($0.25) $0.30 ($0.08) ($0.26)

Per share – diluted ($0.08) $0.05 $0.13 $0.03 ($0.25) $0.30 ($0.08) ($0.26)

Profit / (loss) from discontinued operations $1.1 ($2.4) - ($2.2) ($1.3) ($4.1) ($23.4) ($24.7)

Per share – basic and diluted - ($0.01) - ($0.01) ($0.01) ($0.03) ($0.12) ($0.16)

Profit / (loss) for the period ($27.4) $14.8 $46.2 $5.9 ($50.2) $52.8 ($38.1) ($65.1)

Per share – basic ($0.08) $0.05 $0.14 $0.02 ($0.26) $0.27 ($0.20) ($0.42)

Per share – diluted ($0.08) $0.05 $0.13 $0.02 ($0.26) $0.27 ($0.20) ($0.42)

Adjusted EBITDA (2) $54.9 $47.0 $98.0 $12.2 $26.0 $1.1 ($3.2) ($19.1)

Adjusted EBITDA % (2) 18% 17% 27% 9% 17% 1% nm3 nm

Proppant pumped (1) (tonnes) 484 397 563 293 235 181 232 58

Internally sourced proppant pumped (1) (tonnes) 263 281 419 161 130 146 97 29

Hydraulic fracturing capacity (HHP) (1) 672 680 680 508 424 431 440 424

Total job count (1) 3,943 2,909 3,200 2,267 3,554 2,780 2,515 1,310



(3) nm - calculation is not meaningful



figures and an opening transition adjustment has been recorded to opening retained earnings and accumulated other comprehensive income. The following table summarizes the impact, net of tax, of transition to IFRS 9 on the opening balance of retained earnings and accumulated other comprehensive loss.

(stated in thousands)

Impact of Adopting IFRS 9 on opening balance

Retained earningsReclassification of accumulated gains on Class A shares of Keane Holdings 36,419

Impact at January 1, 2018 36,419

Accumulated other comprehensive (loss) / incomeReclassification of accumulated gains on Class A shares of Keane Holdings (36,419)

Impact at January 1, 2018 (36,419)

The Company determined that there is no material impact to the timing of recognition or measurement of revenue under IFRS 15 to retained earnings and non-controlling interests at January 1, 2018.

Future Accounting Pronouncements

The International Accounting Standards Board (“IASB”) issued IFRS 16, Leases, in January 2016. The new standard replaces IAS 17, Leases. It is in effect for accounting periods beginning on or after January 1, 2019. Under the new standard, more leases will come on-balance sheet for lessees, with the exception of leases with a term not greater than 12 months and “small value” leases. Lease accounting for lessors remains substantially the same as existing guidance. As at March 31, 2018, the Company is completing a scoping exercise to identify the potential number and types of contracts that may contain leases within the Company and will complete an assessment to document the potential impacts of IFRS 16 on its consolidated financial statements during 2018.

INTERNAL CONTROLS OVER FINANCIAL REPORTINGThere have been no changes in Trican’s internal control over financial reporting that occurred during the quarter ended March 31, 2018, which have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

Management has limited the scope on the design of disclosure controls and procedures and internal control over financial reporting of Trican to exclude the controls, policies and procedures of Canyon. Canyon’s balance sheet is included in the March 31, 2018, interim condensed financial statements of Trican. The scope limitation is in accordance with Section 3.3 of National Instrument 52-109, which allows an issuer to limit its design of internal control over financial reporting and disclosure controls and procedures to exclude the controls, policies and procedures of a company acquired not more than 365 days before the end of the financial period to which the certificate relates. Trican intends to complete the design of disclosure controls and procedures and internal control over financial reporting of Canyon by June 30, 2018.

The table which follows summarizes the financial information for Canyon included in the March 31, 2018 condensed consolidated interim financial statements of Trican.



NON-GAAP DISCLOSURECertain terms in this MD&A, including adjusted EBITDA, adjusted EBITDA percentage and working capital, do not have any standardized meaning as prescribed by IFRS and, therefore, are considered non-GAAP measures and may not be comparable to similar measures presented by other issuers. This MD&A does not discuss previously used non-GAAP measures Operating Income and Adjusted Operating Income. The non-GAAP measures used in this MD&A, combined with IFRS measures, are currently the most appropriate measures for reviewing and understanding the Company’s financial results.

Adjusted EBITDA

Adjusted EBITDA is a non-GAAP term and has been reconciled to profit / (loss) for the financial periods, being the most directly comparable measure calculated in accordance with IFRS. Management relies on adjusted EBITDA to better translate historical variability in our principal business activities into future forecasts. By isolating incremental items from net income, including income / expense items related to how the Company chooses to manage financing elements of the business, management can better predict future financial results

Three months ended($ thousands) March 31, 2018 December 31, 2017Current assets $118,854 $96,233

Non-current assets $326,938 $318,793

Current liabilities $66,920 $46,432

Non-current liabilities $36,741 $36,626

Revenue $121,482 $-

Net loss before tax ($9,612) $-

from our principal business activities. The items included in this calculation have been specifically identified as they are either non-cash in nature, subject to significant volatility between periods, and / or not relevant to our principal business activities. Items adjusted in the non-GAAP calculation of adjusted EBITDA, are as follows:

� non-cash expenditures, including depreciation, amortization, and impairment expenses; and equity-settled stock based compensation;

� consideration as to how we chose to generate financial income and incur financial expenses, including foreign exchange expenses and gains/losses on Investments in Keane;

� taxation in various jurisdictions;

� transaction costs, as this cost is subject to significant volatility between periods and is dependent on the Company making significant acquisitions and divestitures which may be less reflective, and / or useful in segregating, for purposes of evaluating the Company’s ongoing financial results; and

� costs resulting in payment of the legal claims made against the Company as they can give rise to significant volatility between periods that are less likely to correlate with changes in the Company’s activity levels.



Adjusted EBITDA %

Adjusted EBITDA % is determined by dividing adjusted EBITDA by revenue from continuing operations. The components of the calculation are presented below:

Three months ended


Mar. 31, 2018

Mar. 31, 2017

Dec. 31. 2017

Profit / (loss) from continuing operations (IFRS financial measure) ($28,412) ($48,852) $14,002

Adjustments:

Cost of sales - depreciation and amortization 29,729 14,366 31,330

Administrative expenses - depreciation 814 888 371

Income tax expense / (recovery) (1,554) 4,637 10,161

Loss / (gain) on Investments in Keane 54,446 51,997 (20,651)

Finance loss / (income) - (926) (2,148)

Finance costs 2,771 3,728 4,212

Asset impairment - - 6,523

Foreign exchange (gain) / loss (5,377) (1,231) 399

Other expense / (income) 357 (1,935) -

Administrative expenses - other: transaction costs - 2,133 747

Administrative expenses - other: amortization of debt issuance costs 683 652 679

Administrative expenses - other: equity-settled share-based compensation 1,393 843 1,365

Adjusted EBITDA $54,850 $26,030 $46,990

Three months ended


Mar. 31, 2018

Mar. 31, 2017

Dec. 31. 2017

Adjusted EBITDA $54,850 $26,030 $46,990

Revenue $306,719 $149,403 $280,495

Adjusted EBITDA % 18% 17% 17%

Working Capital

Working capital is calculated as current assets minus current liabilities, excluding cash and current portion of loans and borrowings. Management believes working capital is a useful supplemental measure as it aligns items that are adjustments to operating activities in the statement of cash flows. By calculating working capital, and subsequently the changes in working capital, the Company has better information to monitor its ability to meet its short term obligations.


Mar. 31, 2018

Dec. 31. 2017

Current assets $339,769 $292,082

Less: cash and cash equivalents (4,565) (12,739)

Current liabilities (143,615) (150,942)

Less: current portion of loans and borrowings 20,976 20,408

Working capital $212,565 $148,809



OTHER NON-STANDARD FINANCIAL TERMSIn addition to the above non-GAAP financial measures, this MD&A makes reference to the following non-standard financial terms. These terms may differ and may not be comparable from similar terms used by other companies.

Synergies

Synergies represent the Company’s estimate of ongoing savings that can be achieved as a result of the Canyon Transaction. Synergies are generally measured on an annual basis, but may be broken into specific periods of time. Prospectively, identified cost efficiencies are part of the Company’s ongoing process of continuing process improvement and therefore these cost savings will not be identified as synergies.

Transaction Costs

Transaction costs and/or Trican acquisition costs are costs incurred to complete a transaction in subsequent integration, including costs to assist in evaluating and completing the acquisition of Canyon, including legal, advisory, accounting related fees, and severance costs that directly relate to the transaction.

Revenue per Job

Calculation is determined based on total revenue from continuing operations divided by total job count. This calculation may fluctuate based on both pricing, sales mix and method with which the customer requests its invoices.

COMMON INDUSTRY TERMSThe following is a list of abbreviations, terms and other items that are commonly referred to in the oilfield services business and internally at Trican. The terms, calculations and definitions may differ from those used by other oilfield services businesses and may not be comparable. Some of the terms which may be used in this MD&A are as follows:

MeasurementTonne: Metric tonne

Places and CurrenciesUS: United States

WCSB: Western Canadian Sedimentary Basin (an oil and natural gas producing area of Canada generally considered to cover a region from south west Manitoba to north east BC).

$ or CDN$: Canadian dollars.

US$ of USD: United States Dollars.

Common Business Terms

AECO: The CDN$ Alberta natural gas price traded on the Natural Gas Exchange. The price is generally quoted per thousand cubic feet of natural gas (MCF).

WTI: The US$ quoted price on the New York Stock Exchange for West Texas Intermediate crude oil is a trading classification of crude oil and a benchmark in oil prices. The price is generally quoted per barrel (bbl).

Rig Count: The estimated average number of drilling rigs operating in the WCSB at a specified time reported in this MD&A as annual and quarterly averages, sourced from Nickles Daily Oil Bulletin.

Spring Break-Up: In the WCSB during the spring season, provincial governments and rural municipalities (or counties) ban heavy equipment from roads to prevent damage. It becomes difficult, and in some case impossible, to continue to work during this period and therefore activity in the oilfield is often reduced.

Fluid End: Hydraulic fracturing pumpers have a multiplex pump that pressurizes fracturing fluid for transfer down the wellbore. The multiplex pump consists of a power end and a fluid end. The power end houses a crankshaft that is connected to a spacer block that contains connecting rods that drive the individual plungers contained in the fluid end. The abrasive sand and fluid mixture is pumped through the fluid end at pressures of up to 15,000 pound-force per square inch (PSI), or 103 megapascals (MPA), which will cause wear on the fluid end. It is a modular unit that can be replaced independent of the power end and spacer block.

As a result of the change in estimated useful life, effective December 2017, fluid ends were no longer capitalized to property plant and equipment or expensed as cost of sales - depreciation. Expenses related to fluid ends are now expensed as part of cost of sales – other.



Company Specific Industry Terms

Proppant: A solid material, typically sand, treated sand or man-made ceramic materials, designed to keep an induced hydraulic fracture open during and following a fracturing treatment.

Total Proppant Pumped: The Company uses this as one measure of activity levels of hydraulic fracturing activity. The correlation of proppant pumped to Pressure Pumping activity may vary in the future depending upon changes in fracturing intensity, weight of proppant used, and job mix.

Internally Sourced Proppant Pumped: Certain of the Company’s customers purchase proppant directly from third party suppliers. As the Company does not generate revenue from selling proppant to these customers, this metric assists in evaluating changing job mix with changing revenue levels.

Total Job Count: A job is essentially represented by an invoice. The frequency of invoices may differ as to how often the customer requests to be billed during a project. Additionally, the size and scope of a job can impact the length of time and cost on a job. Therefore, a job can vary greatly in time and expense.

HHP: Hydraulic horsepower which is generally the measure of an individual hydraulic fracturing pump and a company’s hydraulic fracturing fleet size.

Hydraulic Pumping Capacity: Refers to the total available HHP in the Trican hydraulic fracturing fleet. The figures are presented in both the average available during the given period and the HHP available at the end of a specified period.

Active Crewed HHP: Represents the total HHP that Trican has activated or is currently operating. This figure is presented as at the end of a specified period.

Active, Maintenance / Not Crewed HHP: This is fracturing equipment that is in the periodic maintenance cycle, which includes equipment that has completed a routine maintenance period and is ready for work, but no available crew is available to operate the equipment.

Parked HHP: Fracturing equipment that is not included in the Active Crewed HHP category or the Active, Maintenance/not crewed HHP category and would require minimal reactivation costs to move into the Active Crewed HHP category.

Period Average Active, Crewed HHP: Fracturing equipment that has, on average, been active and crewed for the period.

Growth Capital: Capital expenditures primarily for items that will expand our revenue and/or reduce our expenditures through operating efficiencies.

Maintenance Capital: Capital expenditures primarily for the replacement or refurbishment of worn out equipment.

Infrastructure Capital: Capital expenditures primarily for the improvement of operational and base infrastructure.



FORWARD-LOOKING STATEMENTS

Certain statements contained in this document constitute forward-looking information and statements (collectively "forward-looking statements"). These statements relate to future events or our future performance. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "achieve", "estimate", "expect", "intend", "plan", "planned", and other similar terms and phrases. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. We believe the expectations reflected in these forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this document should not be unduly relied upon. These statements speak only as of the date of this document.

In particular, this document contains forward-looking statements pertaining to, but not limited to, the following:

� anticipated industry activity levels in jurisdictions where the Company operates, as well as expectations regarding our customers’ work programs, capital expenditure plans, business plans and equipment utilization levels;

� expectations regarding proppant usage and sand loading levels;

� anticipated adjustments to our active equipment fleet, and related adjustments to cost structure;

� expectations regarding the Company’s cost structure;

� expectations regarding future maintenance costs;

� anticipated pricing and customer allocation for fracturing services including the timing and extent to which increased input costs will be passed on to customers;

� expectations regarding the Company’s equipment utilization levels and demand for our services for 2018;

� expectations regarding capital expenditure spending for 2018 and that capital expenditure spending levels have been reflected in our current pricing levels;

� expectations regarding the Company’s financial results, working capital levels, liquidity and profits;

� expectations regarding the quantity of proppant pumped per well;

� expectations regarding pricing of the Company’s services;

� expectations that certain items such as transaction costs will be useful in future predictions of earnings

� expectations that adjusted EBITDA will help predict future earnings

� expectations regarding the integration of Canyon and the anticipated benefits and synergies of the Canyon transaction and savings as a result thereof;

� expectations regarding the timing, value and realized cash flow from the Investments in Keane;

� expectations regarding the impact of discontinued operations in various international regions on the Company going forward;

� anticipated ability of the Company to meet foreseeable funding requirements;

� anticipated compliance with debt and other covenants under its revolving credit facilities;

� expectations regarding the potential outcome of contingent liabilities;

� expectations surrounding weather and seasonal slowdowns; and

� expectations regarding the impact of new accounting standards and interpretations not yet adopted.

Our actual results could differ materially from those anticipated in these forward-looking statements as a result



among other things: crude oil and natural gas prices; the impact of increasing competition; the general stability of the economic and political environment; the timely receipt of any required regulatory approvals; synergies from the Canyon acquisition; the Company's ability to continue its operations for the foreseeable future and to realize its assets and discharge its liabilities and commitments in the normal course of business; industry activity levels; Trican's policies with respect to acquisitions; the ability of Trican to obtain qualified staff, equipment and services in a timely and cost efficient manner; the ability to operate our business in a safe, efficient and effective manner; the ability of Trican to obtain capital resources and adequate sources of liquidity; the performance and characteristics of various business segments; the regulatory framework; the timing and effect of pipeline, storage and facility construction and expansion; and future commodity, currency, exchange and interest rates.

The forward-looking statements contained in this document are expressly qualified by this cautionary statement. We do not undertake any obligation to publicly update or revise any forward-looking statements except as required by applicable law.

Additional information regarding Trican including Trican’s most recent AIF is available under Trican’s profile on SEDAR (www.sedar.com).

of the risk factors set forth below and in the “Risk Factors” section of our AIF dated March 29, 2018:

� volatility in market prices for oil and natural gas;

� liabilities inherent in oil and natural gas operations;

� competition from other suppliers of oil and gas services;

� competition for skilled personnel;

� changes in income tax laws or changes in other laws and incentive programs relating to the oil and gas industry; and

� changes in political, business, military and economic conditions in key regions of the world.

Readers are cautioned that the foregoing lists of factors are not exhaustive. Forward-looking statements are based on a number of factors and assumptions, which have been used to develop such statements and information but which may prove to be incorrect. Although management of Trican believes that the expectations reflected in such forward-looking statements or information are reasonable, undue reliance should not be placed on forward-looking statements because Trican can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified in this document, assumptions have been made regarding,



CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(stated in thousands; unaudited) March 31, 2018 December 31, 2017ASSETSCurrent assets

Cash and cash equivalents $4,565 $12,739

Trade and other receivables 253,862 209,595

Current tax assets 2,666 -

Inventory 32,399 36,975

Prepaid expenses 17,731 4,718

Currency derivatives - current (note 11) 17,066 15,155

Assets held for sale (note 4) 11,480 12,900

339,769 292,082

Property and equipment 692,373 718,664

Intangible assets 56,102 57,693

Investments in Keane (note 11) 92,281 176,747

Goodwill 261,031 261,031

$1,441,556 $1,506,217

LIABILITIES AND SHAREHOLDERS’ EQUITYCurrent liabilities

Trade and other payables $122,522 $127,171

Current tax liabilities - 3,245

Current portion of loans and borrowings (note 5) 20,976 20,408

Liabilities held for sale (note 4) 117 118

143,615 150,942

Loans and borrowings (note 5) 84,806 83,360

Deferred tax liabilities 91,564 95,867

Shareholders’ equity

Share capital (note 6) 1,208,202 1,236,618

Contributed surplus 79,948 78,629

Accumulated other comprehensive income / (loss) (33) 36,222

Deficit (166,546) (175,421)

Total equity attributable to equity holders of the Company 1,121,571 1,176,048

$1,441,556 $1,506,217

See accompanying notes to the condensed consolidated interim financial statements.



CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSThree months ended March 31,

(stated in thousands, except per share amounts; unaudited) 2018 2017

Continuing operationsRevenue $306,719 $149,403

Cost of sales - other (note 9) 238,111 117,212

Cost of sales - depreciation and amortization (note 9) 29,729 14,366

Gross profit 38,879 17,825

Administrative expenses - other (note 9) 15,834 9,519

Administrative expenses - depreciation (note 9) 814 888

Other (income) / expenses 357 (1,935)

Results from operating activities 21,874 9,353

Finance income - (926)

Finance cost 2,771 3,728

Loss on investments in Keane (note 11) 54,446 51,997

Foreign exchange gain (5,377) (1,231)

Loss before income tax (29,966) (44,215)

Income tax expense / (recovery) (note 10) (1,554) 4,637

Loss from continuing operations ($28,412) ($48,852)

Discontinued operationsNet profit / (loss) from discontinued operations, net of taxes (note 4) 1,058 (562)

Loss for the period ($27,354) ($49,414)

Other comprehensive loss

Unrealized loss on equity interest in Keane, net of tax expense (note 11) - (13,150)

Foreign currency translation (loss) / gain 164 (69)

Total comprehensive loss ($27,190) ($62,633)

Loss attributable to: Owners of the Company (27,354) (50,156) Non-controlling interest - 742Loss for the period ($27,354) ($49,414)

Total comprehensive loss attributable to: Owners of the Company (27,190) (63,375) Non-controlling interest - 742Total comprehensive loss ($27,190) ($62,633)

Loss per share (note 7) Continuing operations - basic and diluted ($0.08) ($0.25) Discontinued operations - basic and diluted $0.00 ($0.01) Net loss - basic and diluted ($0.08) ($0.26)Weighted average shares outstanding - basic and diluted 334,381 193,603




CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(stated in thousands; unaudited)

Share capital

Contributed surplus

Accumulated other

comprehensive income / (loss) Deficit Total

Non- Controlling

interestTotal

Equity

Balance at January 1, 2017 $638,377 $74,223 $40,652 ($184,243) $569,009 ($1,290) $567,719

Income / (loss) for the period - - - (50,156) (50,156) 39 (50,117)

Foreign currency translation gain - - (69) - (69) - (69)

Share-based compensation expense - 843 - - 843 - 843

Share options exercised 63 (19) - - 44 - 44

Reduction of non-controlling interest - - - - - 703 703

Unrealized loss on equity interest in Keane - - (13,150) - (13,150) - (13,150)

Balance at March 31, 2017 $638,440 $75,047 $27,433 ($234,399) $506,521 ($548) $505,973

Balance at January 1, 2018 $1,236,618 $78,629 $36,222 ($175,421) $1,176,048 $- $1,176,048Adoption of IFRS 9 on January 1, 2018 (note 3) - - (36,419) 36,419 - -Loss for the period - - - (27,354) (27,354) - (27,354)Foreign currency translation gain - - 164 - 164 - 164Share-based compensation expense - 1,393 - - 1,393 - 1,393Share options exercised 211 (74) - - 137 - 137Shares cancelled under NCIB (28,627) - - (190) (28,817) - (28,817)Balance at March 31, 2018 $1,208,202 $79,948 ($33) ($166,546) $1,121,571 $- $1,121,571




CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSThree months ended March 31,

(stated in thousands; unaudited) 2018 2017Cash flow from / (used in):Operations Loss from continuing operations ($28,412) ($48,852) Charges to income not involving cash: Depreciation and amortization 30,543 15,254 Amortization of debt issuance costs 683 653 Share-based compensation expense (note 8) 1,393 843 Gain / (loss) on disposal of property and equipment 7 (1,289) Finance costs 2,771 3,476 Unrealized foreign exchange gain (3,996) (4,215) Unrealized gain on marketable securities - (673) Unrealized loss on investments in Keane 75,529 51,997 Realized gain on Keane (21,083) - Tax expense / (recovery) (note 10) (1,554) 4,637 Change in inventories 4,577 2,200 Change in trade and other receivables (37,657) (16,954) Change in prepaid expenses (13,003) 1,001 Change in trade and other payables (3,384) 7,098 Interest paid (1,219) (5,216) Income tax (paid) / received (8,623) 1,173 Continuing operations ($3,428) $11,133 Discontinued operations (117) (4,520) Cash flow (used in) / from operating activities ($3,545) $6,613

Investing Proceeds from a loan to unrelated third party - 570 Purchase of property and equipment (13,617) (2,699) Proceeds from the sale of property and equipment 5,233 3,448 Proceeds from the sale of marketable securities - 28,047 Proceeds from investment in Keane 33,592 37,757 Insurance recovery (note 12) 6,141 - Net change in non-cash working capital from investing activities (6,141) - Continuing operations $25,208 $67,123 Discontinued operations - (101) Cash flow from / (used in) investing activities $25,208 $67,022

Financing Net proceeds from issuance of share capital (note 6) 137 44 Repayment of Revolving Credit Facility (1,000) (63,000) Repayment of senior notes (note 5) (198) (11,471) Repurchase and cancellation of shares under NCIB (28,817) - Continuing operations ($29,878) ($74,427) Discontinued operations - - Cash flow (used in) / from financing activities ($29,878) ($74,427)

Effect of exchange rate changes on cash 41 (545)

(Decrease) / increase of cash and cash equivalents Continuing operations (8,098) 3,829 Discontinued operations (76) (5,166)Cash and cash equivalents, beginning of period 12,739 20,254Cash and cash equivalents, end of period $4,565 $18,917




NOTE 1 – NATURE OF BUSINESS, BASIS OF PREPARATION & SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESNature of BusinessTrican Well Service Ltd. (the “Company” or “Trican”) is an oilfield services company incorporated under the laws of the province of Alberta. These consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. The Company provides a comprehensive array of specialized products, equipment, services and technology for use in the drilling, completion, stimulation and reworking of oil and gas wells primarily through its continuing pressure pumping operations in Canada. At March 31, 2018, the Company also has a minority ownership interest of Keane Investor Holdings, LLC (“Keane Holdings”) in the United States. Trican acquired its interest in Keane Holdings in conjunction with the sale of its US operation (see note 11). The Company purchased 100% of the common shares of Canyon Services Group Inc. (“Canyon”) effective June 2, 2017. The Company’s head office is Suite 2900, 645 – 7th Avenue S.W., Calgary, Alberta, T2P 4G8.

Basis of PresentationThese condensed consolidated interim financial statements for the three month period ended March 31, 2018, have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the Company’s 2017 consolidated annual financial statements which have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These condensed consolidated interim financial statements follow the same policies as in the Company’s 2017 consolidated annual financial statements except as noted below.

This is the first set of Trican’s financial statements where IFRS 9 and IFRS 15 have been applied. Changes to significant accounting policies are described in note 3.

These condensed consolidated interim financial statements were authorized for issue by the Board of Directors on May 9, 2018.

NOTE 2 - CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTSThe preparation of the condensed consolidated interim financial statements in compliance with IAS 34 requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Company’s accounting policies. The areas where significant judgment and estimates have been made in preparing the financial statements and their effect are disclosed in Note 1 of the Company’s 2017 consolidated annual financial statements.

NOTE 3 - CHANGES IN SIGNIFICANT ACCOUNTING POLICIESExcept as described below, the accounting policies applied to these condensed consolidated interim financial statements are the same as those applied to Trican’s financial statements as at and for the year ended December 31, 2017. The changes in accounting policies are also expected to be reflected in the consolidated financial statements as at and for the year ended December 31, 2018.

New Accounting PoliciesTrican has adopted IFRS 9, Financial Instruments and IFRS 15, Revenue from Contracts with Customers effective January 1, 2018.

IFRS 9 Financial Instruments

IFRS 9 sets out requirements for recognizing and measuring financial assets, financial liabilities and some contracts to buy or sell non-financial items. This standard replaces IAS 39 Financial Instruments: Recognition and Measurement. The initial effect of applying these standards is mainly attributed to the classification and measurement of financial assets and financial liabilities of the Company’s Investments in

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED)For the three months ended March 31, 2018 and 2017 (stated in thousands, except share and per share amounts)



Keane Holdings. The Company has adopted IFRS 9 effective January 1, 2018.

The details of IFRS 9 and the nature and effect of changes to previous accounting policies are discussed below.

Classification and Measurement of Financial Assets and LiabilitiesFinancial assets are classified and measured based on the business model in which they are held and the characteristics of their contractual cash flows. IFRS 9 contains three principal classification categories for financial assets: measured at amortized cost, fair value through OCI (“FVOCI”) and fair value through profit and loss (“FVTPL”). The standard eliminates the previous IAS 39 categories of held to maturity, loans and receivables and available for sale.

A financial asset is measured at amortized cost if it is held within a business model whose objective is to hold assets to collect contractual cash flows and its contractual terms give

rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Under IFRS 9 if an equity investment is not held for trading, an entity can make an irrevocable election at initial recognition to measure it at FVOCI with only dividend income recognized in profit or loss. This election was not made and accordingly, the Class A shares of the Investment in Keane Holdings, which were previously classified as available for sale under IAS 39 will be classified as FVTPL under IFRS 9.

As is permitted under IFRS 9, the Company elected to adopt the standard without restatement of comparative figures and an opening transition adjustment has been recorded to opening retained earnings and accumulated other comprehensive income.

The following table summarizes the impact, net of tax, of transition to IFRS 9 on the opening balance of retained earnings and accumulated other comprehensive loss.

(stated in thousands)Impact of Adopting IFRS 9

on opening balanceRetained earningsReclassification of accumulated gains on Class A shares of Keane Holdings 36,419

Impact at January 1, 2018 36,419

Accumulated other comprehensive (loss) / incomeReclassification of accumulated gains on Class A shares of Keane Holdings (36,419)

Impact at January 1, 2018 (36,419)

Cash and trade and other receivables that were classified as loans and receivables under IAS 39 are now classified as amortized cost. In addition, trade and other payables and Loans and Borrowings, which were previously classified as Other financial liabilities under IAS 39 will be classified as amortized cost under IFRS 9. No change in measurement related to these items was recorded on the transition to IFRS 9 on the opening balances at January 1, 2018.

Under IFRS 9 there is no change to the classification and measurement of the Profits Interest in Keane (Class C Shares).

The effect of adopting IFRS 9 on the carrying amounts of financial assets at January 1, 2018, relates to the new impairment requirements described below.

Impairment of Financial AssetsIFRS 9 replaces the ‘incurred loss’ model in IAS 39 with an ‘expected credit loss’ (“ECL”) model for calculating impairment. The new impairment model applies to financial assets measured at amortized cost, contract assets and debt investments at FVOCI, but not to investments in equity instruments. Under IFRS 9, credit losses are recognized earlier than under IAS 39. The Company determined that there is no material impact to the measurement of financial assets under IFRS 9.

IFRS 15 Revenue from Contracts with Customers

IFRS 15 contains a single model that applies to contracts with customers and two approaches to recognizing revenue: at a point in time or over time. The model features a contract-based



five-step analysis of transactions to determine whether, how much and when revenue is recognized. The Standard replaces IAS 11, Construction Contracts, IAS 18, Revenue, and related interpretations. The Company has adopted IFRS 15 effective January 1, 2018.

The Company determined that there is no material impact to the timing of recognition or measurement of revenue under IFRS 15.

The Company’s revenue comprises services and other revenue and is sold based on fixed or agreed-upon priced purchase orders or contracts with the customer. Revenue is considered recognized over time when services are provided at the applicable rates as stipulated in the contract. In general, the Company does not enter into long-term contracts. Revenue is recognized daily upon completion of services. Operating days are measured through field tickets. Customer contract terms do not include provisions for significant post-service delivery obligations. The Company generates revenue primarily from pressure pumping and other related services and has one reportable segment at March 31, 2018, and in the comparative periods. The nature of the services provided by the Company are affected by the same economic factors and follow the same policies as it relates to both measurement and timing of recognition. The timing and uncertainty of revenue and cash flows are similar.

Future Accounting PronouncementsThe International Accounting Standards Board (“IASB”) issued IFRS 16, Leases, in January 2016. The new standard replaces IAS 17, Leases. It is in effect for accounting periods beginning on or after January 1, 2019. Under the new standard, more leases will be recognized on the statement of financial position for lessees, with the exception of leases with a term not greater than 12 months and “small value” leases. Lease accounting for lessors remains substantially the same as existing guidance. At March 31, 2018, the Company is completing a scoping exercise

to identify the potential number and types of contracts that may contain leases within the Company and will complete an assessment to document the potential impacts of IFRS 16 on its consolidated financial statements during 2018.

NOTE 4 - ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Assets and Liabilities Held for Sale

The Company has classified certain assets and liabilities as held for sale. As at March 31, 2018, management was committed to a plan to sell its operating assets in Australia, Algeria and Saudi Arabia, as well as assets relating to the discontinued microseismic division and relating to real estate assets in Canada’s continuing operations.

The following table represents the assets and liabilities held for sale:

Mar. 31, 2018

Mar. 31, 2017

Trade receivables $510 $1,029

Prepaid expenses 19 79

Current tax assets 88 145

Property and equipment 10,863 11,647

Total assets held for sale $11,480 $12,900

Trade and other payables $117 $118

Total liabilities held for sale $117 $118

Results of Discontinued Operations

In Q1 2018, there were no new discontinued operations and the amounts in the current period and prior period are primarily comprised of net income / (loss) associated with the Company’s discontinued U.S. pressure pumping business and the completions service line.

Following are the results of discontinued operations.



Three months ended, March 31

Total Discontinued Operations 2018 2017Revenue $- $345Cost of sales - other 2 432Cost of sales - depreciation 518 3Gross loss (520) (90)Administrative expenses - other 248 563Administrative expenses - depreciation - 38Other income (1,106) (252)Results from operating activities 338 (439)Finance income (378) (6)Foreign exchange (gain) / loss (387) 129Profit / (loss) before income tax 1,103 (562)Income tax expense 45 -Profit / (loss) from discontinued Total Operations $1,058 ($562)

NOTE 5 - LOANS AND BORROWINGS

Loans and Borrowings March 31, 2018 December 31, 2017Senior Notes, net of transaction costs $58,496 $56,816

RCF, net of transaction costs 40,783 41,376

Finance lease obligations 8,658 8,628

Total $107,937 $106,820

Current portion of loans and borrowings 20,976 20,408

Current portion of finance lease obligations (1) 2,155 3,052

Non-current $84,806 $83,360

1) Included in trade and other payables.

Canadian $ Amount U.S. $ Denominated Amount(stated in thousands) Maturity Mar. 31, 2018 Dec. 31, 2017 Mar. 31, 2018 Dec. 31, 2017Senior Notes

9.11% Series D April 28, 2021 3,387 3,387 - -

8.29% Series F April 28, 2018 19,793 19,257 15,350 15,350

8.90% Series G April 28, 2021 26,174 25,466 20,300 20,300

8.75% Series H September 3, 2024 4,518 4,518 - -

Subordinated Make-Whole Senior Notes5.96% Series A November 19, 2019 666 648 516 516

5.54% Series D April 28, 2021 461 461 - -

5.55% Series F April 28, 2018 1,183 1,151 918 918

6.28% Series G April 28, 2021 3,209 3,122 2,489 2,489

6.05% Series H September 3, 2024 783 760 - -

Debt issue costs (1,678) (1,954) - -

Senior Notes, net of transaction costs $58,496 $56,816 $39,573 $39,573

Senior Notes

As at March 31, 2018, Trican had the following notes outstanding:



RCF

As at March 31, 2018, Trican has a $227.3 million (December 31, 2017 – $227.3 million) extendible revolving credit facility (“RCF”) with a syndicate of banks that is committed until April 18, 2020. The RCF is secured and bears interest at the applicable Canadian prime rate, U.S. prime rate, Banker’s Acceptance rate, or at LIBOR, plus 125 to 400 basis points (December 31, 2017 – Canadian prime rate, U.S. prime rate, Banker’s Acceptance rate, or at LIBOR, plus 125 to 400 basis points), dependent on certain financial ratios of the Company. The undrawn amount of the RCF is $185.3 million (December 31, 2017 – $184.3 million) of which only $182.9 million is accessible (December 31, 2017 - $179.5 million accessible) due to the Company’s Letters of

For the Quarter Ended Leverage Ratio Interest Coverage Ratio Calculation Basis

March 31, 2018 and thereafter <3.0x >3.0x Last twelve months

Credit and amounts drawn on a U.S. dollar line of credit as at March 31, 2018.

As at March 31, 2018, Trican has a $10 million (December 31, 2017 – $10 million) Letter of Credit facility with its syndicate of banks included in the $227.3 million above. As at March 31, 2018, Trican had $2.1 million in letters of credit outstanding (December 31, 2017 – $4.4 million).

Covenants

The Company is required to comply with covenants that are applicable to the RCF and to the Senior Notes. Trican is required to comply with the following leverage and interest coverage ratio covenants:

The Leverage Ratio is defined as debt excluding Subordinated Make-Whole Notes plus Letter of Credit facility minus cash divided by Bank EBITDA. As at March 31, 2018, the Leverage Ratio was 0.5 (December 31, 2017 – 0.4).

(stated in thousands) Mar. 31, 2018 Dec. 31, 2017

Senior Notes net debt $99,126 $92,289

Bank EBITDA $213,267 $213,216

Leverage Ratio 0.5 0.4

(stated in thousands) Mar. 31, 2018 Dec. 31, 2017

Interest expense $9,354 $11,566

Bank EBITDA $213,267 $213,216

Interest Coverage Ratio 22.8 18.4

The Interest Coverage Ratio is defined as Bank EBITDA divided by interest expense minus paid in-kind interest. As at March 31, 2018, the Interest Coverage Ratio was 22.8 (December 31, 2017 – 18.4).

Certain non-cash expenses (including depreciation, amortization, impairment expenses, equity settled stock based compensation), gains and losses resulting from Investments in Keane, personnel based expenses (such as severance), and certain other items, are permitted to be adjusted to EBITDA to arrive at bank EBITDA for covenant calculation purposes.

The Company is in compliance with its financial covenants for the quarter ended March 31, 2018.



NOTE 6 - SHARE CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE INCOME

Share Capital

Authorized:The Company is authorized to issue an unlimited number of common shares, issuable in series. The shares have no par value. All issued shares are fully paid:

Issued and Outstanding - Common Shares:

Number of Shares AmountBalance, January 1, 2018 338,505,628 $1,236,618

Exercise of stock options 107,535 137

Reclassification from contributed surplus on exercise of options - 74

Shares repurchased and cancelled under Normal Course Issuer Bid (7,781,100) (28,627)Balance, March 31, 2018 330,832,063 $1,208,202

Normal Course Issuer Bid

On September 28, 2017, the Company announced a Normal Course Issuer Bid (“NCIB”), commencing October 3, 2017, to purchase up to 34.3 million common shares for cancellation before October 2, 2018.

All purchases are to be made at the prevailing market price

at the time of purchase and are subject to a maximum daily purchase volume of 458,628 (being 25% of the average daily trading volume of the common shares for the six months ending August 31, 2017 of 1,834,515 common shares) except as otherwise permitted under the TSX NCIB rules. All common shares purchased under the NCIB will be returned to treasury and cancelled.

Three months ended March 31, (stated in thousands, except share and per share amounts) 2018 2017Number of common shares repurchased 7,781,100 -

Weighted average price per share $3.70 $-

Amount of repurchase $28,817 $-

For the period from April 1, 2018 to May 9, 2018, the Company purchased and cancelled 2,486,500 common shares at a weighted average price per share of $3.26 pursuant to its NCIB.

Three months ended March 31,

2018 2017

Basic and diluted weighted average number of common shares 334,381,192 193,603,290

Attributable to Owners of the Company 2018 2017

Loss from continuing operations ($28,412) ($48,852)

Per share - basic and diluted ($0.08) ($0.25)

Profit / (loss) from discontinued operations $1,058 ($1,304)

Per share - basic and diluted $0.00 ($0.01)

Loss for the period ($27,354) ($50,156)

Per share - basic and diluted ($0.08) ($0.26)

At March 31, 2018 and 2017, all shares issued under the stock option plan were excluded in calculating the weighted average number of diluted shares outstanding as they were considered anti-dilutive as there was a net loss during the quarter.

NOTE 7 - EARNINGS / (LOSS) PER SHARE



The Company has reserved 31,429,046 common shares as at March 31, 2018, (December 31, 2017 – 32,158,035) for issuance under a stock option plan for officers and employees. The maximum number of options permitted to be outstanding at any point in time is limited to 9.5% of the Common Shares then outstanding. As of March 31, 2018, 13,146,038 options


2018 2017

Share price $3.17 $3.72

Exercise price $3.17 $3.72

Expected life (years) 3.41 3.41

Expected volatility 83% 83%

Risk-free interest rate 0.9% 0.9%

Forfeitures 11% 10.9%

Dividend yield 0.0% 0.0%

NOTE 8 - SHARE-BASED PAYMENTS

The Company has four share-based compensation plans as described in the Notes to the Consolidated Financial Statements for the Year ended December 31, 2017.

Incentive Stock Option Plan (Equity-Settled):

The weighted average grant date fair value of options granted during the three months ended March 31, 2018, has been estimated at $2.10 per option using the Black-Scholes option pricing model (three months ended March 31, 2017 - $2.10 per


Expense / (Recovery) 2018 2017

Cash-settled share-based compensation expense

Deferred Share Units ($792) ($454)

Restricted Share Units (154) 243

Performance Share Units (118) 77

Total cash-settled share-based compensation recovery ($1,064) ($134)

Equity-settled share-based compensation expense

Stock Options 1,393 843

Total equity-settled share-based compensation expense 1,393 843

Total share-based compensation expense $329 $709

option). Expected volatility is estimated by considering historic average share price volatility. The Company has applied the following assumptions in determining the fair value of options for grants:

(December 31, 2017 – 10,533,085) were outstanding at exercise prices ranging from $0.82 to $15.91 per share with expiry dates ranging from 2018 to 2025.

The table which follows provides a summary of the status of the Company’s stock option plan and changes during the three months ended March 31.



Three months ended March 31, 2018 Year ended December 31, 2017

OptionsWeighted Average

Exercise Price OptionsWeighted Average

Exercise PriceOutstanding at the beginning of the period 10,533,085 $5.01 8,793,201 $6.22

Granted 3,729,950 3.17 4,095,200 3.73

Exercised (107,535) 1.31 (714,214) 1.65

Forfeited (488,961) 3.14 (785,478) 6.69

Expired (520,501) 13.33 (855,624) 12.56

Outstanding at the end of the period 13,146,038 $4.26 10,533,085 $5.01

Exercisable at the end of the period 4,491,570 $6.87 4,115,265 $8.39

The weighted-average share price for the period ended March 31, 2018, was $3.56 (December 31, 2017 - $4.18).

Options Outstanding Options Exercisable

Range of Exercise PricesNumber

OutstandingWeighted Average

Remaining LifeWeighted Average

Exercise PriceNumber

ExercisableWeighted Average

Exercise Price$0.00 to $1.00 1,686,109 2.51 0.82 1,006,641 0.82

$1.01 to $10.00 9,751,990 6.16 3.06 1,776,990 2.97

$10.01 to $15.91 1,707,939 0.95 14.49 1,707,939 14.49

$0.00 to $15.91 13,146,038 5.01 4.26 4,491,570 6.87

The following table summarizes information about stock options outstanding at March 31, 2018:

Share Unit Plans (Cash-Settled)

The following table provides a summary of the status of the Company’s cash-settled compensation plans and changes during the three months ended March 31:

Deferred Share Unit Restricted Share Unit Performance Share Unit

Balance, January 1, 2017 1,472,752 795,780 601,444

Granted 154,844 83,100 405,800

Exercised (228,594) (306,409) -

Forfeited - (147,905) (87,044)

Balance, December 31, 2017 1,399,002 424,566 920,200

Granted 156,327 - 611,700

Exercised - (7,201) -

Forfeited - (20,977) (38,000)

Balance, March 31, 2018 1,555,329 396,388 1,493,900

Vested at March 31, 2018 1,555,329 18,433 -

The outstanding liabilities for cash-settled compensation plans at March 31, 2018, of $7.7 million (December 31, 2017 - $9.0 million) are included in accounts payable and accrued liabilities.



NOTE 9 - COST OF SALES AND ADMINISTRATIVE EXPENSESThe Company classifies the consolidated statement of comprehensive loss using the function of expense method, which presents expenses according to their function, such

as cost of sales and administrative expenses. This method is more closely aligned to the Company business structure and provides more relevant information to the public.

The following table provides additional information on the nature of the expenses:


Cost of sales 2018 2017

Personnel expenses $67,926 $29,175

Direct cost 170,185 88,037

Cost of sales - other $238,111 $117,212

Cost of sales - depreciation and amortization 29,729 14,366

$267,840 $131,578

Administrative expenses

Personnel expenses $10,163 $4,038

General and organizational expenses 5,547 5,199

Bad debt (recovery) / expense 124 282

Administrative expenses - other $15,834 $9,519

Administrative expenses - depreciation and amortization 814 888

$16,648 $10,407

NOTE 10 - INCOME TAXES

Three months ended March 31,2018 2017

Current income tax expense $2,712 $-

Deferred income tax expense / (recovery) (4,266) 4,637

Total tax expense / (recovery) from continuing operations ($1,554) $4,637



NOTE 11 - FINANCIAL INSTRUMENTSFair Values of Financial Assets and Liabilities

The fair values of cash and cash equivalents, trade and other receivables, and trade and other payables included in the consolidated statement of financial position approximate their carrying amount due to the short-term maturity of these instruments.

For the three month period ended March 31, 2018, two customers accounted for 23% of the Company’s revenue (year ended December 31, 2017 – 28.2%).

The fair value of the RCF was determined by calculating future cash flows, including interest at current rates. The fair value of capital lease obligations was determined by calculating the future cash flows, including interest, using market rates. The fair values were calculated using a discounted cash flow approach with an effective interest rate of 6.14%, based on the fixed rate the Company pays on its interest rate swap. The fair value of the currency derivatives has been based on the forward swap rates comprised of both foreign exchange and interest rates at the end of the period.

On January 20, 2017, Keane Group, Inc. completed its initial public offering (“IPO”) and its shares became publicly traded on the New York Stock Exchange under the ticker symbol “FRAC”. As a result of the IPO, Trican’s ownership interests in Keane Group Holdings, LLC have been transferred to Keane Holdings. Effectively, Trican’s Class A shares and Class C profits interest in Keane Group Holdings, LLC are now Class A common shares (Equity Interest) and Class C shares (Profit Interest) in Keane Holdings. At the time of IPO, Keane Holdings registered a total of 15,074,000 shares at a price per share of USD $19 which resulted in a distribution of $37.8 million (USD $28.4 million) to Trican and a realized gain of $24.5 million. On January 24, 2018, Keane Holdings sold 15,320,015 shares of Keane Group, Inc. at a price per share of USD $18.25. This resulted in a distribution of $33.6 million (USD $27.2 million) for Trican and a realized gain of $21.1 million. At March 31, 2018, Keane Holdings primary asset was 56.9 million shares of Keane Group, Inc. (December 31, 2017 – 72.2 million shares) and it had no liabilities.

Future liquidity events will be the future sale of the remaining shares of Keane Group, Inc. currently held by Keane Holdings. The proceeds from the future sales will be distributed to the owners of Keane Holdings. Based on the Keane Group, Inc. share price at the time of the liquidity event, the timing of the liquidity event, and the quantum of the liquidity event (and previous liquidity events), Keane Holdings will realize a rate of return on its investment (“IRR”) in Keane Group, Inc. If that IRR surpasses certain thresholds, Trican, as a partner in Keane Holdings, is able to receive a percentage of the liquidity event proceeds greater than its 10% partnership stake. The class C shares are the mechanism for Trican that deliver the percentage of proceeds greater than 10%.

There are potentially four tranches of proceeds stemming from an individual liquidity event:

� Proceeds in the first tranche are split only between holders of Class A shares – Trican holds 10.0% of Class A shares and therefore receives 10.0% of the proceeds in tranche 1.

� Proceeds in the second tranche are split between holders of Class A and Class B shares (specifically 7.7% of proceeds to Class B holders and the remainder to Class A holders) – Trican does not hold any Class B shares and therefore receives 9.2% of total proceeds in tranche 2.

� Proceeds in the third tranche are split between holders of Class A, Class B, and Class C shares (specifically, 10.0% to Class C holders, 7.0% to Class B holders, and 83.0% to Class A holders). Trican holds 10.0% of the Class A shares and 100% of the Class C shares – these holdings combine to result in Trican receiving 18.3% of the total proceeds in tranche 3.

� Distributions in the fourth tranche are split between holders of Class A, Class B, and Class C shares (specifically, 20.0% to Class C holders, 6.2% to Class B holders, and 73.8% to Class A holders). As previously stated, Trican holds 10.0% of the Class A shares and 100% of the Class C shares – these holdings combine to see Trican receive 27.4% of the total proceeds in tranche 4.



The distribution table below demonstrates the monetary thresholds for each tranche through to the year ending March 15, 2022. Note that Keane Holdings is not obligated to liquidate its holding in Keane Group, Inc. prior to this date and may continue to hold a position in Keane Group, Inc. after this date. The thresholds for the second, third, and fourth tranches continue to increase over time

Liquidity Event Cumulative Proceeds Thresholds (USD $MM)For the Year Ending March 15

Tranche Trican Ownership Interest 2019 2020 2021 2022

First 10% up to $468 $468 $468 $468

Second 9.2% between $468 - $1,028 $468 - $1,336 $468 - $1,737 $468 - $2,258

Third 18.3% between $1,028 - $1,151 $1,336 - $1,554 $1,737 - $2,098 $2,258 - $2,832

Fourth 27.4% greater than $1,151 $1,554 $2,098 $2,832

Liquidity Event Assumptions At March 31, 2018 At December 31, 2017Keane Group, Inc. (FRAC) share price for all liquidity events USD$14.80 USD$19.01

Number of Keane Group, Inc. (FRAC) shares sold during the fiscal year ending:

March 15, 2018 Not applicable 18,059,860

March 15, 2019 38,859,564 36,119,720

March 15, 2020 18,059,860 18,059,860

in proportion to Keane Holdings IRR targets. Until the cumulative distribution proceeds have surpassed a specific tranche threshold, the economics of further tranches are not applicable. At March 31, 2018, Keane Holdings has cumulative distributions of USD$563.5 million (at December 31, 2017 – USD$283.9 million) to the Class A and Class B holders.

As noted above, the Keane Group, Inc. share price at the time of the liquidity event, the timing of the liquidity event, and the quantum of the liquidity event (and cumulative proceeds from previous liquidity events) determine the IRR for Keane Holdings and therefore which tranche(s) are applicable when liquidity event proceeds are being

distributed to the Class A, Class B, and Class C shareholders. The calculation of the fair value and timing of the Class A and Class C shares utilized the following assumptions as it relates to the expected timing of future sales of shares in Keane Group, Inc. by Keane Holdings:

Investments in Keane

Balance at December 31, 2017 $176,747

Realized liquidity event (January 24, 2018) (33,592)

Realized gain on Keane 21,083

Unrealized loss on investment (75,529)

Foreign exchange gain 3,572

Balance at March 31, 2018 $92,281

Trican further applies a model risk adjusted rate of 30% for the estimated proceeds resulting from Trican’s Class C shares ownership. The risk adjustment considered several estimates for uncertainties including Trican’s non-controlling interest in Keane Holdings and the timing and price of future liquidity events.

The table which follows analyzes financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

� Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;

� Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); or

� Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).



Fair Value

March 31, 2018Carrying amount

Level 1 Level 2 Level 3

Financial assets

Fair value through profit and lossCurrency derivatives - current 17,066 - 17,066 -Profit interest in Keane 92,281 - - 92,281

Financial liabilitiesFinancial liabilities at amortized cost

Senior Notes - current 20,976 - 21,728 -Senior Notes - non-current 39,198 - 43,677 -RCF 40,783 - 43,797 -Finance lease obligations - current (1) 2,155 - 2,155 -Finance lease obligations - non-current 6,503 - 6,503 -

1) The current portion of Finance lease obligations is included in Trade and Other Payables.

Payments Due by Period

March 31, 2018 1 year or less 1 to 5 years 5 years & thereafter Total

Finance leases $2,155 $6,503 $- $8,658Operating leases 4,786 8,812 7,899 21,497 Total commitments $6,941 $15,315 $7,899 $30,155

December 31, 2017Finance leases $3,052 $5,576 $- $8,628

Operating leases 4,940 9,063 8,324 22,327

Total commitments $7,992 $14,639 $8,324 $30,995

NOTE 12 - OTHER COMMITMENTS AND CONTINGENCIES

In addition to the above commitments, the Company has committed to capital expenditures of $2.0 million.

For the three months ended March 31, 2018, the Company wrote off fracturing equipment with a net book value of $6.1 million resulting from an insurable event. The Company expects to fully recover the net book value and a receivable of $6.1 million for insurance recoveries has been recorded. Subsequent to March 31, 2018, the company received an initial payment of $5 million.

Other Litigation

On January 13, 2016, a class action lawsuit was filed on behalf of 11 plaintiffs against Trican Well Service, LP. The claim alleges that Trican misclassified the plaintiffs’ position

as “exempt”, resulting in a loss of overtime. The plaintiffs’ claim is for US$0.75 million. Given the information available, management has not recorded any amount for this contingent liability associated with these claims based on our belief that a liability is not probable and any range of potential future charge cannot be reasonably estimated at this time.

Subsequent to March 31, 2018, a claim for damages was commenced against the Company by a plaintiff regarding services provided to it by the Company. The Company is in the process of filing its defense to the claim. Given the information available at these early stages of litigation, management has not recorded any accrual for this contingent liability associated with this claim based on



the belief that a liability is not probable and any range of potential future damages cannot be reasonably estimated at this time.

The tax regulations and legislation in the various jurisdictions that the Company operates in, or has previously operated in, are continually changing. As a result, there are usually some tax matters under review. Management believes that it has adequately met and provided for taxes based on the Company’s interpretation of the relevant tax legislation and regulations.

NOTE 14 – SUBSEQUENT EVENTNormal Course Issuer Bid

For the period from April 1, 2018 to May 9, 2018, the Company purchased and cancelled 2,486,500 common

shares at a weighted average price per share of $3.26 pursuant to its NCIB.

Note Repayment / Swap Unwind

On April 28, 2018, Trican repaid USD$16.0 million for Series F Senior Notes including all accrued interest and USD$0.9 million for Series F Subordinated Make-Whole Notes including all accrued and capitalized interest. In addition, the cross-currency interest rate swap matured on April 28, 2018. Outgoing payments on the swap totaled CAD$49.0 million and incoming payments on the swap totaled USD$51.3 million including notional principal and all accrued interest for a realized gain on the swap settlement of CAD$18.4 million.

CORPORATE INFORMATION

BOARD OF DIRECTORSMurray L. Cobbe (4) Chairman

G. Allen Brooks (1, 3, 5) President G. Allen Brooks, LLC

Kenneth M. Bagan (2, 4)

Independent Businessman

Kevin L. Nugent (1, 3) Executive Chairman Hifi Engineering Inc.

Alexander J. Pourbaix (2, 3) President & Chief Executive Officer Cenovus Energy Inc.

Deborah S. Stein (1, 2) Independent Businesswoman

Dale M. Dusterhoft President & Chief Executive Officer

Bradley P.D. Fedora(2, 4)

Independent Businessman

OFFICERSDale M. Dusterhoft President & Chief Executive Officer

Michael A. Baldwin, C.A. Senior Vice President , Corporate Development

Robert J. Cox Senior Vice President, Operations

Chika B. Onwuekwe Vice President, Legal, General Counsel and Corporate Secretary

Robert Skilnick Chief Financial Officer

(1) Member of the Audit Committee

(2) Member of the Human Resources and Compensation Committee

(3) Member of the Corporate Governance Committee

(4) Member of the Health, Safety and Environment Committee

(5) Lead Director

CORPORATE OFFICETrican Well Service Ltd. 2900, 645 – 7th Avenue S.W. Calgary, Alberta T2P 4G8 Telephone: (403) 266-0202 Facsimile: (403) 237-7716 Website: www.TricanWellService.com

AUDITORSKPMG LLP, Chartered Accountants Calgary, Alberta

BANKERSThe Bank of Nova Scotia Calgary, AB

REGISTRAR AND TRANSFER AGENTComputershare Trust Company of Canada Calgary, Alberta

STOCK EXCHANGE LISTINGThe Toronto Stock Exchange Trading Symbol: TCW

INVESTOR RELATIONS INFORMATIONRequests for information should be directed to:

Dale M. Dusterhoft President & Chief Executive Officer

Robert Skilnick Chief Financial Officer

Q1 2018 - Interim Report (FINAL)...Trican Well Service Ltd. 2 | Q1 2018 Interim Report TABLE OF...

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